Teardrops On My Guitar
by sweetcaroline
Summary: Yes, it's true. I have come to accept the fact that I am head over heels in love with Oliver Oken. I have also come to accept the fact that he will never return my feelings. LillyxOliver
1. Chapter 1

_Drew looks at me, I fake a smile so he won't see_

_That I want, I'm needing everything that we should be_

**Lilly **

"…Love is not love/which alters when it alteration finds,/Or bends with the remover to remove./O, no! It is an ever-fixed mark,/That looks on tempests and is never shaken,/It is the star to every wandering bark/Whose worth is unknown, although his height be taken."

I snap my poetry book shut.

I hate poetry.

I especially hate the type of poetry that speaks to you, like it knows what you're feeling. And no matter how many times you tell the poet to shut his big, fat mouth; he's just not going to. Instead, he's going to keep telling you something that you don't really want to here. Especially not from some old, dead guy who it doesn't affect anymore anyways.

"Okay, dude, you are my _hero!_" I hear someone say behind me. Stuffing my poetry book in my locker, I turn around to see a junior named Max clapping my best friend Oliver on the back.

While we're on the subject of English, let's discuss the previous sentence. The key words are "BEST" and "FRIEND." Words that do not appear are "BOYFRIEND," "LOVE," or "RELATIONSHIP."

"Yeah, dude," another boy, Paul, agrees, slapping Max a high-five, "That goal last night was totally _sweet!" _

I sigh.

You see, though the word "LOVE" cannot be used to describe Oliver and I as a pair, they can definitely be used to describe my feelings towards Oliver.

Yes, it's true.

I have come to accept the fact that I am head over heels in love with Oliver Oken.

"They're right," another voice says, a girl's voice this time. My eyes land on Amber and I grimace. "You are _totally _the best soccer player I've ever seen." She smiles a sickeningly sweet smile and places her hand on the small of his back gingerly.

I sigh again and turn back to my locker.

While I have come to accept my undying passion for Smokin' Oken, I have also come to accept the fact that he will never return my feelings.

And according to my poetry book, I'm never going to get over these feelings. A freaking tempest couldn't take the feelings away.

This sucks.

"Hey, Lilly Lou."

"Hello, O," I reply, knowing exactly who it is. When we were five we came up with super hero names for each other. I was Lilly Lou, queen of the crayons, and he was O, master of the jungle gym. The nicknames stuck; the titles didn't.

I brace myself before turning to face him, knowing that I'll be greeted with his lopsided smile, which never fails to make my knees week.

Yup, there they go again. Works like a charm every single time.

"Did you see the game last night?" he asks excitedly, tossing his soccer ball into the air several times. In the spring of our freshman year, I bet Oliver that he wouldn't last a month on one of the school's athletic teams. He'd joined the soccer team and, needless to say, had lasted more than a month. He'd discovered a natural talent for the sport.

"I saw it," I say nonchalantly, rearranging the things in my locker.

"And?" he urges, his big, brown eyes looking at me expectantly.

"And what?"

"And how did I play?" He crosses his arms across his chest in a huff.

"Oh, did you play?" I ask, turning to face him, a grin spreading across my face.

In the last ten seconds of an overtime round, Oliver had scored an amazing goal that had won our team the preliminary rounds of the state play-offs.

He had definitely played.

And I had definitely watched.

He rolls his eyes and punches me in the shoulder playfully. "You're a jerk," he mutters, pouting like a four-year-old.

"Pardon me for wanting to keep you on your feet," I say, slamming my locker shut.

When he looks confused, I flick his head of shaggy brown hair. "If your head gets any bigger, you're going to fall over for sure."

He rolls his eyes and follows me down the hall. "There's a party tonight," he says, nudging me with his elbow.

I shrug. "It's Friday," I say. "There's always a party."

"This one's different," he says, the lopsided grin spreading across his face for the second time that morning. My knees go weak again. "This one is in honor of my brilliant athletic ability."

I scoff and pretend to act cool, though my knees feel like jelly. "You _seriously_ don't need any ego boosts from me, O," I laugh. "But that's awesome that they're having a party for you."

"You're coming, right?" he asks, stopping.

I stop too. "I don't know."

"Come on," he says, nudging me again. "I'll be your best friend!"

"Sounds tempting," I grin. "But I already have this best friend that's pretty cool, so-"

"Come on, Lilly Lou," he begs, though he doesn't have to. I'd be anywhere he asked me to go in a heartbeat. "Go with me?"

He doesn't know how much those words mean to me, how much hope they give me.

Does he feel the same way, too?

I sigh and throw my hands up in the air in mock surrender. "Alright, alright," I say, "But I'm holding you to that best friend promise."

"I'll do my best," he says and we continue down the hall.

**A/N: **Okay, new story! Another Lilly x Oliver story, I'm hoping that I can make some chapters funny and some dramatic, instead of all drama like "Breaking Point." I'm basing this story on the song "Teardrops on My Guitar" by Taylor Swift. I know there have been one-shots written to this song previously, but this is going to be a full-length story and will hopefully be fairly different. I'm seriously not trying to copy anyone, I don't even think I've read any of the one-shots based on this song. The quote from Lilly's poetry book is from William Shakespeare's Sonnet 116.

Please review! I love reviews! I love you! I love love!

Woohoo!

Okay, I'm going to stop now.

Have a lovely day.


	2. Chapter 2

_I'll bet she's beautiful, that girl she talks about_

_And she's got everything that I have to live without_

**Oliver**

"There's a party tonight."

I nudge my best friend, digging my elbow into her ribs.

She rolls her eyes and gives me a look. "It's Friday," she says flatly. "There's always a party."

"This one's different. This one is in honor of my brilliant athletic ability." I strike a pose and flash Lilly a smile.

Lilly and I have been 'Lilly and Oliver' for as long as I can remember. It's almost unheard of to hear one of our names mentioned without the other coming directly afterward.

"You _seriously _don't need any ego boosts from me, O," she laughs, giving me a look. "But that's awesome that they're having a party for you."

I stop walking, confused. It's strange that she referred to the party like some distant, foreign thing that she wasn't invited to. "You're coming, right?" I ask, and she stops walking too.

"I don't know," she shrugs, glancing at her feet.

Okay, this is weird.

She's never been shy or nervous around me and all of a sudden she can't even look me in the eye!

"Come on," I urge, giving her a playful shove, "I'll be your best friend!"

She grins, a glint in her eye as she looks at me. "Sounds tempting, but I already have this best friend that's pretty cool, so-"

"Come on, Lilly Lou. Go with me?"

She throws her hands into the air. "Alright, alright," she sighs. She starts down the hall again, but turns back to me, a grin spreading across her face. "But I'm holding you to that best friend promise."

"I'll do my best," I say as we continue down the hall.

We laugh and joke as we leave the school.

"This is my stop," Lilly grins as we reach her old, beat-up Jeep. "Call me later?"

"Will do, Lilly Lou!" I salute her as she slides into the front seat.

"And you better look hot tonight, because I can't show up with just anyone!" I yell as she backs out of the parking spot.

"Please, O," she says, rolling her windows up. "I always look hot."

And for some reason, I'm finding myself agreeing.

* * *

**Lilly**

"Pick up, pick up, pick up, pick up!"

I'm dancing around my room like a lunatic, hoping that someone (perhaps God?) will actually hear my nonstop squealing and will make Miley Stewart answer her damn phone.

"Pick up!" I groan, collapsing onto my bed.

"Hello-"

Thank you, Jesus.

"Hey, Miley, I-"

"This is Miley and I can't come to the phone right now. Leave me a message and I'll call you back as soon as I can!"

"UGGGGGGH!"

Beep.

"Miley. Answer. Your. Phone. There is an emergency on the home front and I'm seriously needing your infinite wisdom at the moment. Call me back ASAP!"

"I have nothing to wear," I mutter to myself, pressing my face into my pillow.

Perhaps I'll suffocate.

That would be better than going to this stupid party anyway.

You get the best of both worlds… 

The phone!

"Miley!" I yell, flipping the phone open as quickly as I can.

"Um, hello?"

The voice was deep.

"Miley, you've suddenly become quite manly."

He laughs.

The key word in the sentence above is "HE."

Dammit.

"Lilly Lou, this isn't Miley."

"Oh," I gasp. I'm suddenly extremely glad that this is a phone conversation; otherwise he'd see that my face has turned the color of an extremely ripe tomato. "Hello, O."

"Hey, I'm calling to make sure you're still coming to that party tonight," he says.

"I had to rearrange my schedule," I grin, "But I _managed _to pencil it in."

"Good to know you have time for little old me."

"Oh, I do what I can."

"Well, I'm going to come pick you up, okay?"

He's going to come pick me up.

Oh. My. God.

"Alright."

"At eight?"

"Eight is good."

Is this a date?

A date at eight?

I have a date?

"Great."

"Great."

"I have something to tell you."

I can practically see him smiling.

"Will this something make me happy or sad?" I ask coyly, twirling a lock of hair around my finger.

"Hopefully happy," he says. "I can't wait to tell you, Lilly Lou."

What is he going to tell me?

Is he going to confess his undying love?

"I can't wait to hear it!"

Miley definitely needs to answer her phone. I need help!

"Awesome," he says. "I'll see you at eight."

"Roger," I say. "See you at eight."

**A/N: **Okay, I've had this written for a while, but I forgot to post it and I went out of town! Whoops! Sorry about that! Anyway, I hope you liked it! I'll post the next chapter as soon as I can!

**ForeverPalz: **Thank you so much, I'm glad you have faith in me!

**ALLY146: **Thanks so much; I hope I lived up to your expectations!

**countingsheep: **I'm so glad you liked it! Was this chapter good, too? Thanks for reading and reviewing!

**Victoria Lilly: **Here's more! And I liked that part, too… probably because I do that to my friends all the time! Thanks for reading and reviewing!

**lilerin91: **I always look forward to reading your reviews, mainly because you always review! Thank you so much, I'm glad you like this story, too!

**hermionefan199: **Thanks so much!

**You'reTheMusicInMe: **I don't know about that, but thanks anyway!

**loveydoveymidget261: **Okay, thank you _so much _for taking the time to write such a long review! I really appreciate it! Even if you did get slightly off topic… ;)

**Valx3: **Here's an update! I'm glad you liked it and thanks for reading and reviewing!

**rfr4evr938: **I love this song, too! Thanks so much for reading and reviewing!

Okay, perhaps we could go for another 10 reviews (or more gasp) this time?

I would greatly appreciate it.


	3. Chapter 3

_Drew talks to me, I laugh 'cause it's so damn funny_

_That I can't even see anyone when he's with me_

**Miley**

"You have twenty-seven missed calls."

I'm confused.

I mean, people _like_ me, but twenty-seven calls is a little much.

Scrunching my eyebrows, I click on the flashing icon.

I roll my eyes.

"Lilly Cell – 27 missed calls."

I should have known.

Sighing, I flop onto the small hotel bed and press call.

She answers on the first ring.

"Thank God," she squeals, and I imagine she's running or dancing or jumping or doing something generally fast-paced.

"I'm on my spring tour for twelve hours and you've already called me twenty-seven times?" I ask, picking some lint off of the sheets.

"Um, hello, Ms. Montana," she says, "But there's a _serious _emergency going on here in your little ol' hometown."

"Aw, Rico's run out of smoothie mix again?"

I can tell she's rolling her eyes. "_No._" she says defiantly. "It's more interesting than _that._"

"Oh, okay," I say. "What's the emergency?"

"IthinkOliverandIaregoingonadatetothispartybutI'mnotsurebutIthinkit'sadateadateateightandIhavenothingtowearandI'mreallynervousand-" She gasps for air. "Idon'tknowwhattpwearandyouhavetohelpmeMiley,'cause-"

"Slow down there, partner," I chuckle. Lilly tends to talk _incredibly _fast when she gets nervous or excited. "Start over."

She takes a deep breath.

"I think Oliver and I are going on a date," she says slowly.

"No way!" I squeal. "That's awesome, Lil!"

She's never actually admitted it to me, but I've always known that Lilly is in love with Oliver. I also know that they'd make the perfect couple. Actually, I pretty much have their whole wedding planned down to every last detail, even the catering company.

"But I'm not really sure," she says.

"How can you not be sure?"

"Well, there's this party tonight that some people are throwing for Oliver because of the goal he scored in the soccer game yesterday. Oliver asked me to go with him and then called me to tell me he was going to pick me up and said he had something really important to tell me."

I grin. "I bet he's going to tell you he likes you!"

"Maybe," she says, and I know she's already tossed this possibility around several times. "But I don't want to get my hopes up or anything."

"Go ahead and get 'em up, girl! He's _totally _into you."

"You think?" she asks nervously.

"I know, Lilly," I reassure. "You two were _made _for each other."

I can virtually see the grin that's spread across her face. "Thanks," she says softly.

"Now, enough chit-chat, we have to get you dressed!"

* * *

**Lilly **

It's 7:58.

Two minutes.

Two whole agonizing minutes.

I glance in the mirror for what must be the millionth time.

After an hour and a half of intense deliberation, Miley had me dressed in a simple, cotton dress. It was light pink, strapless, and hit just above my knees. My hair was down and straight and for my make-up I wore only a coat of clear lip-gloss.

7:59.

I think I'm going to faint.

I jiggle my legs nervously.

_Ding-dong._

"AAAAAAAAAAAAAAAAAAAHHHHHHHHHH."

Oh no.

Did that just actually come out of my mouth?

I mean, I know I was thinking it, but I really hope it didn't actually come out of my mouth.

I'm trying to remember whether I thought "AHH" or said "AAHH" when the doorbell rings for the second time.

_Ding-dong._

"Lilly?" I hear. "Lilly Lou, are you in there?"

I run to the door and fling it open. "Hi," I say, out of breath.

Oliver looks confused. "Hey," he replies. "Are you alright?" He peers around the house behind me. "I heard someone scream."

"Oh!" I say, furiously racking my brain for an excuse. My face must be ridiculously red. "Oh, the scream? Yeah, um, well that was me."

"Why did you scream?" he asks. "Are you okay?"

"I'm fine!" I reassure him. "I was just… watching this really scary movie."

"You hate scary movies," he says, giving me a strange look as I step onto the porch, shutting the door behind me.

"I know," I say, trying to make it seem like no big deal. "Hence the screaming."

He gives me one more look before he sighs. "Okay," he says. "You look really pretty," he says as he leads me to his black pathfinder and opens the door. (Awwwww.) He gives a mock bow and outstretches his hand. "For you, m'lady."

I take his hand and lift myself into the car. "Why thank you, kind sir," I reply, a twinkle in my eye. "It's good to know that chivalry is still alive," I sigh dramatically, placing a hand on my heart for extra effect.

He rolls his eyes at me and shuts the door.

I grin; preparing myself for the big confession he is about to make to me.

The driver's door opens and he slides into the seat, gliding his seatbelt into the buckle.

I look at him expectantly.

He starts the engine, fiddles with the radio, and then realizes that I'm staring at him. "What?" he asks, quickly glancing at his reflection in the rearview mirror. "Is something on my face or something?"

"No!" I say quickly. "I just thought… you said on the phone that you had something to tell me." I swiftly shift my gaze to my hands where my thumbs are twiddling at an unreal pace.

"Oh!" he says. "I _do_ have something to tell you!"

I look up at him hopefully.

Here it comes.

Brace yourself.

"But I want to wait till we get to the party."

**A/N: **Okay, that was totally cruel of me. I apologize, but I really didn't want the confession to be in this chapter. I'll update as soon as I can, I pinky promise!

**ForeverPalz: **It's kind of weird writing in present tense, I'm so used to writing in "boring old past tense", but its kind of different. And yes, Lilly is happy. But we'll have to wait to see what happens!

**Spencer-Sweetie: **I'm glad you liked it! Thanks so much for always taking the time to review!

**Valx3: **Okay, even though you couldn't do it, I'm counting your review as 20! I'm glad you liked it and thanks for reviewing!

**nazgurl92: **I liked Lilly Lou and O, too. I didn't want to use ones that everyone uses like Lilly Pad and Smokin' Oken (not that they're bad, cause I use them too!), so I came up with those. I hope you liked this chapter! Thanks so much for reading/reviewing!

**rfr4evr938: **Thank you, thank you, thank you! And I love Loliver, too!

**countingsheep: **Thanks, I liked that part, too! (I've done it before. :D) I hope this update was soon enough for you not to get mad! ;) Thanks so much for reading/reviewing.

**KelBel3123: **I'm glad you like it! Yes, I like the song, too! Thanks for reading/reviewing.

**lilerin91: **Hahaha, that was one of my favorite parts. I started typing it and rhyming words just kept coming out, so I went with it. I'm glad you noticed! Here's your update! Thanks so much for reading/reviewing.

**xmiss magicx: **I'll just _pretend _that you reviewed chapter one… hehe. But thanks for reviewing chapter two, I'm glad you like it!

**loveydoveymidget261: **Okay, I'm totally glad you repeat yourself because everything's a compliment! Besides, I completely do it, too! I'm so glad you like it! Thanks for reviewing!

**simplypink: **I hope this lived up to your expectations! Thanks so much for reading/reviewing!

Hey, hey! That was eleven… I asked for ten. If I ask for eleven reviews this time, will I get twelve? ;)


	4. Chapter 4

_He says he's so in love, he's finally got it right_

_I wonder if he knows he's all I think about at night_

**Lilly**

We have to park about a mile away from the house, and as we approach the front walk, I can see why.

The house is practically shaking because of the hoards of people coming out of it. As Amber stumbles out of the door, I can definitely tell the alcohol has already been served.

She lets out a loud giggle and hiccup and then glances at Oliver and I. "Ollie!" she squeals, carelessly dropping her cup to the ground. I roll my eyes as she runs over to us and throws her arms around his neck. "Everyone, the guest of honor is here!"

Oliver flushes and pats her back awkwardly, slowly inching away from her.

"Let's go inside," he whispers to me, placing his hand on my elbow and steering me toward the front door. He gives a nod of acknowledgement to a group of giggling freshmen.

"Aren't you Mr. Popularity?" I say, cocking an eyebrow as he leads me into the house.

"Not really," he says, kicking at the ground. "They're just all to drunk to think otherwise."

"Yo, Oliver!"

Oliver and I snap our heads around to see Quinn, a senior and the host of the party, walking toward us. "What up, dude?" Quinn punches Oliver in the shoulder and then looks at me, raising one eyebrow. "And hello to you," he says, a smirk on his face. "Have we met before?"

I feel a blush rising up my neck. "Uh…I'm not s-sure," I stutter. "I'm-"

I feel Oliver's arm slide around my shoulders tightly. "This is Lilly."

I flush and look at my feet, but not before I see Quinn throw his hands in the air in a mock surrender. "I get it, I get it," he laughs, backing away from us. "You kids have fun tonight."

"He's kind of a jerk," Oliver says, his arm falling away from my shoulders. I feel a sudden void almost immediately. "I wouldn't want to hang around with him."

"I'll do my best to stay away," I say, and flash Oliver a grin. "Hey, guess what?"

He looks up at me as we make our way through the sea of people. "What?"

I grin my most mischievous grin. "We're at the party," I say in a singsong voice.

He laughs. "Yes…"

"And you said you'd tell me what you wanted to tell me at the party!"

He flushes and looks away. "Hmm…" he says, looking me over. "I think you can maybe handle it if I wait an hour to tell you."

My jaw drops and I punch his shoulder. "Oliver Oscar Oken, you know that I _hate _surprises."

He grins. "Exactly." With a wink, he disappears into the crowd.

I am quickly behind him. "I hate you," I mutter, falling into stride next to him.

He laughs. "Oh, Lilly Lou, you could never hate me."

And I must admit that he's right.

"Oliver!" we hear. I snap my head around and come face to face with a girl I've never met. I glance quickly at Oliver and notice he has the biggest grin I've ever seen him wearing.

The girl begins to walk over to us. She's tall, coming up to Oliver's (who's a good 6'2") nose. Her straight, auburn hair hits just below her shoulder blades and her bright green eyes sparkle as she grins and waves.

"Hi," she says breathlessly as she reaches us.

"Hey," Oliver replies dazedly. The girl looks at me and smiles and Oliver suddenly snaps out of his goofy trance. "Oh," he says, running a hand through his hair, a trait I know to be a nervous habit. He looks at me. "Lilly," he says, "This is Emerson. She just moved to Malibu." He smiles at her. "Emerson, this is Lilly Truscott."

"I figured," she said, grinning at Oliver. She turned her attention to me. "Oliver told me about you this afternoon. You guys are super close, right?"

I smile and nod. "Best friends since kindergarten," I say softly.

"That's really cool," she says, that stupid grin still spread across her face. "Back at home, I have this friend, Jessie, we've been friends since as long as I can remember."

Oliver laughs ridiculously loudly.

That wasn't even a joke.

"That's interesting," I say, shooting Oliver a strange look. An awkward silence comes over the three of us. "Where are you from?" I ask, rocking back and forth on my heels.

"Connecticut," she says. "It was kind of a hard transition." She pauses. "But I met Oliver this afternoon and he was just so nice. It was like it became a whole lot easier after that." She gives Oliver a playful shove.

I nod, my eyes narrowed. "Gold star for you, O," I say. "Good deed for the day?"

He laughs at me, but looks at Emerson. "Talking to me was probably Emerson's good deed," he says and a blush forms on Emerson's cheeks.

"No," she says softly, as if he actually had meant what he said.

I think I'm going to be sick.

I sigh deeply and remind myself that he still hadn't told me his secret yet. At least something good was going to happen tonight.

"I'm going to go get something to drink," Emerson says, gesturing toward the kitchen. "But I'll catch up with you guys later."

"Yeah," Oliver says.

"It was really nice to meet you, Lilly," she says.

"Nice to meet you, too," I say, plastering a smile across my face.

"Come here," Oliver says, grabbing my elbow and steering me toward the patio.

"Whoa, there partner," I say as he slides the screen door shut firmly. "What's with the rush?"

He takes a deep breath and glances quickly over his shoulder into the pulsating house. "I'm ready to tell you my secret," he whispers, as if there were someone else on the patio.

I take a deep breath and grin.

Here it comes.

"Go for it," I say, taking a step closer to him.

"Alright," he says, running his hand through his hair again. "Well… you see… there's this girl, okay?"

I nod and he continues. "She's amazing, Lilly," he says. "She's beautiful, she's sweet, she's funny," he pauses and grins at me, "She thinks I'm funny… I really, really like her."

"That's great, O," I say softly, brushing the hair out of his eyes. I mentally prepare myself for his confession. "You should go for it."

He looks at me tentatively. "Are you sure?" he says quietly. He sighs. "I trust you more than anyone, Lilly."

I grin.

Here we go.

"I'm positive," I say.

He places a hand on my shoulder and leans in, placing a sweet kiss on my cheek. "You're the best, Lilly Lou," he whispers. I close my eyes and pucker my lips, preparing for his to crash onto them, and then he confesses his secret.

It's the confession I've been preparing myself for all day. It's the reason I fretted over my clothes, the reason that I'd called Miley twenty times, the reason I had worn a dress. It was the reason I had been acting like a babbling idiot all day and yet as those six words fell from Oliver's tongue, I felt like I'd been slapped in the face. Hard.

"I'll go talk to Emerson now."

**A/N: **I am _so, so, so, so, so _xINFINITY sorry! I felt sad just writing that, it was really depressing. Huge props go to **siriuslysirius **who definitely completely predicted this whole chapter in their review.

**lilerin91: **Shoot, I'll take a 'you're amazing' any day! Thanks so much!

**simplypink: **Ouch, haha, but now you're expectations are probably completely ruined because of his _actual _confession! I hope you don't hate me too much!

**ForeverPalz: **Thank you so much! It's weird, like all of my stories were humorous before I started writing HM stories… now it seems like they're all dramatic! Thanks for reading/reviewing!

**Spencer-Sweetie: **Thank you so much!

**caitlin: **The best you've ever read? Wow! Thanks!

**rfr4evr938: **Well, I got eleven, not twelve, but that's all right! Thanks for reading/reviewing!

**siriuslysirius: **Okay, you totally blew my cover. And now I'm breaking your heart! I feel bad… Okay, but I hope you might've, kind of, sort of liked this chapter? Thanks for reading/reviewing.

**siriusilysirius' friend: **Are you guys really friends? Or is that just a name? Or are you the same person? (twilight zone music) Anyway, thanks so much for taking the time to read and review!

**IrockHARDERthanYOU: **I like their flirty-ness, too! I'm glad you like it! Thanks so much for reading/reviewing!

**Valx3: **Thanks so much! And I know I'm mean for that cliffie. And probably even meaner for this chapter… but I hope you still liked it!

**AlwaysxAddicted: **Um, being repetitive is awesome, I do it all the time! I'm so glad you like it and thanks so much for reading/reviewing.


	5. Chapter 5

_He's the reason for the teardrops on my guitar_

_The only thing that keeps me wishin' on a wishin' star_

**Oliver**

"This is my stop," Lilly grins as we reach her old, beat-up Jeep. "Call me later?"

"Will do, Lilly Lou!" I salute her as she slides into the front seat.

"And you better look hot tonight, because I can't show up with just anyone!" I yell as she backs out of the parking spot.

"Please, O," she says, rolling her windows up, "I always look hot."

And for some reason, I find myself agreeing.

I stare as her car grows smaller and smaller.

I did not just think of her as hot!

She's Lilly!

Not hot!

Lilly!

I shake my head and back away slowly.

SMACK!

"Ouch!" I hear behind me and I snap around to see if I've greatly injured the person I just ran into.

"Oh my God," I say, "I am so-"

Okay.

The girl in front of me is freakishly gorgeous.

My eyes wide, I slowly reach my hand out to help her up. "Hi," I murmur dreamily.

She smiles half-heartedly and brushes her pants off. "Hey," she says.

"I'm, uh, really sorry about that," I say, bending down to pick up her scattered books.

She takes them from me. "Don't worry about it. I'm fine." She turns around and begins to walk away. "I'll see you around," she calls, not even glancing back over her shoulder.

"Wait!" I call desperately, jogging to catch up with her. "Are you new here?"

"Yeah," she says, tucking a lock of her auburn hair behind her ear. "I just moved here this week."

"Wow, in the middle of the spring?" I ask, now walking beside her. "That sucks."

She laughs. "Yeah," she sighs, "It does. I'm Emerson, by the way." She stops walking and sticks out her hand.

"Oliver," I reply, shaking it. "Oliver Oken."

She grins, and this time, it's real. "Nice to meet you, Oliver Oken."

* * *

**Lilly **

"I'll go talk to Emerson now."

My eyes, which have been shut, snap open.

My stomach, which has been full of butterflies, drops.

My head, which has been filled with thoughts of Oliver and I together, is spinning.

My heart, which has been full of love, is broken in two.

"Wh-What?" I whisper, stumbling backward.

"I'm going to go talk to Emerson now," he repeats. "She's a really nice girl, Lilly. We talked for two hours this afternoon and we just, like, instantly clicked, you know?" He runs a hand through his hair and flashes me a lopsided grin.

I back into the railing of the patio and take a deep breath. "You've only known her for a couple of hours, Oliver!" I say.

He places his hand on my shoulder. "Hey, I thought you said to go for it!"

"I did!" I say, not brave enough to look up at him. "I did. I'm just… not so sure now."

He sighs and there is a long silence. "Okay," he says. "Like I said, I trust you more than anyone, Lilly. You're my best friend."

I shut my eyes tightly and when I open them, I finally have the nerve to look at Oliver. He is leaning on the railing, staring out into the deserted yard. His big, brown eyes are full of hurt.

I take a deep breath. "Oliver," I say softly, placing my hand on his shoulder. "Go get her."

He looks up at me, his eyes widened in surprise. "I thought you said-" he started.

I shrug and grin, biting my lip to fight back tears. "I did." I place my hand on his cheek. "You're my best friend in the world, Oliver," I whisper. "I want whatever makes you happy. And if Emerson is what makes you happy, I think you should go for her."

He's too excited to notice a tear spill out of my eyes. I hastily wipe it away. "Thank you, Lilly Lou," he says, kissing my cheek again. "You're the best friend I could ask for! I don't know what I'd do without you!"

"Die, probably!" I try to joke, but my voice cracks slightly and another tear falls down my cheek.

He laughs as he backs toward the house. "Wish me luck!" he says.

"Luck," I reply, but he has already slid the door shut.

Sighing, I slide to the floor, hugging my knees to my chest.

"How could you be so _stupid_, Lilly?" I say to myself, tears now pouring out of my eyes.

I watch through the glass as Oliver talks to Emerson, his hand on her shoulder. She grins back at him.

"How could I be so stupid?" I whisper as he leans in and places a kiss… _my _kiss… on her lips.

**A/N: **I'm so sorry it took me awhile to update, but I've been very busy lately! I'm going out of town for a little over a week in two days, so I'm going to try my best to update (maybe twice) before I leave, but I'm not making any promises.

Sorry, I don't have time to write individual review responses but just know that I love you all! A BIG HUGE thanks to: **lilerin91, Victoria Lilly, siriuslysirius **(twice), **ForeverPalz, simplypink, Spencer-Sweetie, lopk-titanic, rfr4evr938, x miss magic x, siriuslysirius' friend, katiekins, loveydoveymidget261, kurtle, **and** ALLY146. **I really, really, really appreciate it!


	6. Chapter 6

_He's the song in the car I keep singin'_

_Don't know why I do_

**Emerson**

A note to whoever cares: if you ever feel the insane need to torture your child in the worst way possible, just randomly decide to pick up and move across the country three-quarters of the way through their sophomore year in high school. All of my life I've lived in a tiny town in Connecticut, I've gone to the same school with the same group of thirty kids since preschool, I've had the same best friend since I knew what the words 'best friend' meant, and I've never known anything different.

Naturally, words like SHOCKED and DISSAPOINTED only begin to describe the emotions that waved over me when my parents announced that they'd decided to haul us to Malibu, California.

"Come on, Em," my mother had said, giving me a 'Crate & Barrel' worthy smile, though I knew she was just as upset as I was. "A change of pace will be nice."

"Nice?" I had asked. "Malibu is a place you go on vacation, Mom. Let's take a spring break trip instead."

"This job is a great opportunity," my dad said, and I knew the decision had been made. "You're going to love it there."

I hate it here.

I've been attending Seaview High School for a grand total of thirteen days and I've already deemed it number one on my "Top Ten Places I Hate" list. People were already set in their groups of friends and refused to be nice to me or even _notice _me no matter how friendly I was to them.

As the end of the day bell rings, I stuff my books in my locker and run to the parking lot, eager to escape.

I'm almost to my car when I'm knocked to the ground. "Ouch!" I exclaim, groaning as I see my books fly across the parking lot.

"Oh my God, I am so-"

A boy with shaggy brown hair snaps up and turns around and reaches his hand out toward me. "Hey," he says.

I take his hand and stand up, brushing my pants off. This is the last thing I needed today. I swear to myself that I won't let him see me cry. "Hi," I say, flashing him a half-hearted smile.

He bends down and quickly gathers my books for me, placing them in my hands. "I'm, uh, really sorry about that."

"Don't worry about it," I say, concentrating on how quickly I can get out of there. All I have to do is accept his apology and we'll go back to me being invisible. "I'm fine. See you around." I push past him and make a run for my car.

"Wait!" I hear him call and for a moment I think he's talking to someone else, but then he's walking next to me. "Are you new here?"

I'm shocked. He's initiating conversation?

I give him a sideways glance. He's cute… really cute and I've seen him around; he's one of the most popular kids at Seaview.

And he's talking to me.

"Yeah," I say, tucking a lock of hair behind my ear. "I just moved here this week."

I'm expecting him to say something like 'Cool, see you later!' or 'I'm going to go find my hot friends now!' but he doesn't. Instead he smiles, a genuine smile, "Wow, in the middle of the spring? That sucks."

"Yeah," I say, excited that he cares. "It does." I stop walking and stick out my hand. "I'm Emerson, by the way."

He grins and shakes my hand. "Oliver. Oliver Oken."

I grin back, happy to have met a friend. "Nice to meet you, Oliver Oken."

* * *

**Oliver **

"Wish me luck!" I call to Lilly, a grin spread across my face as I push my way through the crowd. After what seems like an eternity, I spy Emerson sitting on the kitchen counter, glancing around the crowded room nervously.

I jog toward her. "Hey," I say, sliding onto the counter next to her.

She grins. "Hello."

"Are you having an amazing time or what?" I grin.

She laughs. "Um… I don't really know anyone except you… and Lilly, I guess."

"You're definitely going to make friends quick, Emerson," I say, toying with how I want to ask her out.

"I don't know," she says nervously. "I mean I was here for almost three weeks before I met you. I'm not sure I'm so likeable."

My jaw drops. "You're totally likeable!"

"Oliver, you'd probably be nice to a rock if it looked lonely!"

"I'm not sure whether I should take that as an insult or a compliment."

She blushes. "A compliment, definitely," she says quietly.

"Emerson," I say, "You're gorgeous." Her cheeks turn even pinker. "You're nice, funny, and you seem pretty smart. I'm lucky I befriended you first!"

She giggles. "Thanks," she says softly, watching her feet dangle. "I'm glad you met me first, too."

"Now hopefully," I say, sliding off of the counter and moving in front of her, "I'm the first guy here to ask you to dinner. Or at least the first guy you say yes to."

She looks up at me and I smile. "Are you asking me on a date?" she asks.

I nod.

"Are you sure?"

I laugh and nod again.

"I would love to!"

I grin. "Hopefully," I say, "You love this, too." And before I can convince myself that it's a bad idea, my lips have landed on hers.

* * *

**Lilly **

I'm not sure how long I've been sitting here.

Honestly, it feels like it's been days, but I'm pretty sure it's only been half an hour.

"Hey babe," I hear. I look up and my eyes meet Quinn's, the senior who Oliver and I talked to earlier. He raises his eyebrows at me. "Where's your boyfriend?"

"He's not my boyfriend," I respond, perhaps a little too harshly.

Quinn throws his hands into the air. "Whoa," he says. "Sorry. You guys have a fight or something?"

"No," I say, wiping my eyes hastily and standing up. "I just… He's just my friend. We've been best friends since kindergarten."

"So you and Oken definitely aren't together?" he asks, sidling closer to me.

"No," I say. "Definitely not."

Quinn places his hand on my shoulder and the alcohol on his breath is so strong that I shudder. "Good," he whispers, as if he's trying to be sexy, "Because you are _so. Hot._"

"Um, thanks?" I say, cringing again as he takes a deep breath.

"Go out with me sometime," he says, caressing my cheek.

Ew.

"Um, I…"

I glance in at Oliver and Emerson laughing and talking, her hand on his arm.

"I'd love to."

**A/N: **Here's an update before I leave! It'll be awhile before I get to update again, but if you leave me lots and lots of reviews while I'm gone I'll be motivated to update _sooner _when I get back. A huge thanks to my reviewers: **ALLY146, AshleyZac4Life, jileyfan, lilerin91, siriuslysirius, simplypink, iloveneds, Madeline, zaphyrai, ForeverPalz, Kurtle, nazgurl92, amythestpony, Arigo, Nakima-chan, Spencer-Sweetie, Valx3, **and **heterogeneous-girl.** Thanks so much! I love you all!

(Just to let you know, in case I haven't said it, I want the characters (Lilly, Oliver, Emerson, Miley) to be sophomores. Also, I hope you don't hate Emerson! That's why I gave you some of her point of view, I want her to be liked!)


	7. Chapter 7

_Drew walks by me, can he tell that I can't breathe?_

_And there he goes, so perfectly, the kind of flawless I wish I could be_

**Miley**

_Nobody's perfect, I gotta work it, again and again 'till I get it right…_

"Shut up!" I squeal, slamming my hand on the pillow. My phone eventually stops ringing and just as I am about to fall back into a deep, peaceful sleep, it begins again.

_Nobody's perfect, I gotta work it, again and again 'till I get it right…_

"What?" I scream as I flip the phone open.

"M-Miley?" Lilly says softly, and I can tell she's been crying.

I'm instantly awake and at attention. In the ten years I've known her, I've seen Lilly cry twice: once when her dad left and once when her brother got sent to boarding school. If she had been crying, something big was happening.

"Lilly? Lilly, are you alright?"

She takes a wobbly breath. "I… no," she sighs.

"What happened?" I ask, my "motherly" tone naturally coming out.

"It's… It's Oliver," she says hesitantly and I instantly feel my stomach drop. "Miley, everything you said was wrong, everything I assumed was wrong."

"I thought you said…" I shake my head. I've seen the way Oliver looks at Lilly; I _know _he likes her. "What about your date tonight?"

She lets out a muffled sob. "It wasn't a date. He took me to the party to meet a girl he likes… so… so I could g-give him my approval of her."

My heart aches for Lilly. She sounds so hopeless. "Lilly," I say soothingly, "It's going to be okay."

"I know," she says softly, but I can tell that she doesn't believe her own words.

"Are you still at the party?"

She sighs. "No. I left."

"With Oliver?"

I hear her try to stifle another sob and I mentally hit myself for talking about him. She quickly recovers, "No, he's still there with… with Emerson. I'm walking."

"Walking?" I squeal. "Where was the party?"

"At Quinn's house," she says. "It's only a couple of blocks."

I sigh. "Fine," I say. "But maybe you should stay on the phone with me until you get there. That's really dangerous, Lilly."

"Chill, Miles," she says, and even though she's snapping at me, I'm glad she's not crying anymore. "I'm in my driveway."

"Okay, okay," I say. "I'll hang-up." I pause. "Lilly? Don't worry about it. If he can't see what's right in front of him, he's not worth it anyway." It was hard for me to say that about my best friend, and it was probably hard for her to believe that about her best friend, but hopefully, she listened.

"Thanks, Miley," she says quietly. "I'm sorry I called you so late."

"Don't worry about it," I say. "Call me later."

* * *

**Brody**

As soon as I drop my duffel bag in the foyer, my mother announces her departure. "I'm going out for drinks with the girls," she says, and I've noticed her eyes are already glassy.

When my dad moved out, my family members each found a unique way of coping. My mother "goes out with the girls" every night and sometimes we don't see her until the next afternoon, my older brother Gabriel chose a college across the country and only contacts us with a brief phone call on holidays and birthdays, and I took up smoking, drinking, and drugs and got shipped off to boarding school. My sister, Lilly, is the only one who has remained herself throughout the whole ordeal. As Mom drifted off into her own little world, Lilly became the mother figure, cleaning up all of our messes.

Lilly and I have always been particularly close, probably because of how close we are in age (she's sixteen and I'm seventeen). I can't remember a time that we've fought, except for over stupid things like who gets to drive or who gets the green Airhead.

I follow my mother out to the front yard and watch as she screeches out of the driveway in her silver BMW. One thing my father _did _leave behind when he left was money. A lot of it.

As soon as I see that she's gone, I sit down on the porch steps and light a cigarette. As I take the first drag, I see Lilly's blonde head appear as she steps into our yard. "Thanks, Miley," she says into her cell phone, "I'm sorry I called you so late." She flips her phone shut and sighs and as she comes closer, I can tell that she's been crying.

One thing about my sister is that she's a really stoic person. She barely ever cries or tells you how she feels, and when she does, you know something's wrong.

"Hey, Lil," I call, hoping I can get rid of whatever's bothering her, "Guess who's back in town?" I stomp out my cigarette and outstretch my arms, my eyebrows wiggling.

She flashes me a (teary) grin and flings herself into my arms, burying her face into my shoulder. "What are you doing here?" she murmurs, her arms tight around my waist.

"Spring break," I sigh. "Other kids go to the beach for partying, I come to visit my dysfunctional family." She gives me a look and I grin. "Except you, of course." We sit down on the steps together. "So where have you been young lady?" I ask, knocking her knee with my own.

She sighs. "At a party." She sees my smirk and shoves me. "Not your kind of party, freak."

"Was it at least a fun party?" I'm not stupid… I can tell by her face that it was not.

She sighs, her eyes focused on the street ahead of us. "It was alright," she says.

"Hey," I say softly, placing my hand on her shoulder, "Where's my happy-go-lucky, never shuts up sister?"

She shakes her head. "Someone broke her heart," she whispers, barely audible.

I know it sounds cliché, but as soon as I heard those words come out of my baby sister's mouth, I wanted to kill someone. "Who?" I seethe. "What happened?"

"Jesus, Brody," she says, shaking my hand off of her shoulder. "Don't turn into a killer, too. If boarding school is bad, I don't think jail's going to be any better." She stands up and turns away from me, her arms folded tightly across her chest.

"I'm sorry, Lilly," I say, trying to calm down. "Look, just tell me what happened." She looks at me skeptically. "I swear I won't do anything."

She sighs. "I just… I really like this boy… a lot. And I've known it for a long time. And tonight… he wanted me to go to this party," she sighed and turned to face me, I saw tears stinging her eyes. "I thought it was a date… but he brought me to meet the girl that he liked."

"Lilly, I'm sorry," I say.

"It doesn't matter," she says, quickly shaking her head. "It was stupid of me to assume that, anyway." She sighs. "And some other guy already asked me out and I said yes." She turns to walk into the house.

"Lilly," I say, "I know I'm not the best example or anything, but I'm going to try to give you some normal advice." I sigh. "Just be yourself, Lilly. I know it sounds stupid, but if whoever the guy is can't see what an amazing thing he has in you, then he's not good enough for you. Just keep being yourself."

She turns and smiles at me. "Thanks, Brody," she sighs. "I'm going to go to bed, I think."

I nod and as she steps into the house I hear her mutter, "I _will _get over you, Oliver Oken."

* * *

**Oliver**

"Good morning, sunshine," I chirp as I lean against the locker next to Lilly's. She momentarily tears her eyes away from her books to smile at me.

"Hello, O," she says quietly.

I sigh dramatically, hoping it will prompt her to ask me about my date with Emerson, but she just stands there, her eyebrows creased as she tries to determine which books she needs. I clear my throat, sigh again… still nothing.

"So," I say, "How was the rest of _your _weekend?"

She pulls her Algebra book out and places it in her backpack. "It was alright," she says. "Brody is home."

"Oh," I say. "Mine was good, too." Come on, ask me about it!

"That's good," she says, grabbing a notebook and slamming the door to her locker. She starts toward her homeroom and I jog to catch up with her, falling into step beside her.

"Okay, will you please just ask me what I did?"

She smirks. "I _could,_" she says. "But since you seem so desperate to tell me, I think that I won't."

"Fine," I scoff, "I'm just going to have to tell you, whether you want to hear it or not. Saturday, Emerson and I had our first date," I announce proudly.

"And how was it?" she asks.

"It was really great," I say. "We actually hung out again all day Sunday and I asked her to be my 'official' girlfriend."

"That's great," Lilly says. "I'm glad you like her so much."

"Yeah, I-" I begin, but am cut off.

"Lilly!" someone yells and we both whip around to see Quinn Williams walking toward us. I look over at Lilly in confusion, only to find that she's smiling and waving at him.

"Hey," he says as he reaches us. "Oh, hey, Oken." He notices my presence.

"Hi," I reply skeptically.

"Hey, Lilly," he says, placing his hand on her upper arm, "Are you coming to the soccer game tomorrow?"

Lilly smiles and blushes.

Wait, blushes? Is she seriously blushing over some guy who I _just _told her was a jerk?

"I guess so," she says, tucking a lock of hair behind her ear, something I know she does when she's around a boy she likes. Okay, Lilly does _not _like Quinn. I shake my head.

"Great," Quinn says, a grin on his face. "Do you maybe want to hang out afterward? I mean, if you still want to go out with me…"

_WHAT?! _Quinn and Lilly have already talked about going out? This is ridiculous.

* * *

**Lilly**

"I do," I say, watching as Oliver's eyes go wide. "That sounds awesome."

He smiles and leans in to kiss my cheek. "Great," he says. "Bye, Lilly. Later, Oken."

Oliver nods in response and quickly turns to me. "What was that all about?" he asks.

I laugh. "I know you're a donut, O, but I didn't think you were that stupid," I give him a look. "We're going out after the soccer game tomorrow."

"Lilly!" he exclaims. "He's a jerk, I told you that!"

I roll my eyes. "Well, I guess I'll learn that for myself on our date."

"Lilly, just trust me!" he says exasperatedly. "Don't go out with him!"

"Oliver, I can date whoever the hell I want to date," I say, my eyes narrowed. "Quinn has been sweet to me and I want to go out with him, so I'm going to!" This was true. Quinn _had _been sweet. He'd called over the weekend and apologized for being so disgustingly drunk on Friday and we'd talked for quite awhile. The boy deserved a chance.

"Fine," he sighs, shaking his shaggy brown head. "Do what you want, I don't want to argue." He sighs again. "I'll see you at lunch."

**A/N: **Sorry, but I'm going out of town _again_, so this will be the last update for another week or so! I'm glad this story has gotten such a positive response, thank you so much to my reviewers (**lilerin91, haha169, Beautiful Mess x3, Arigo, nazgurl92, x miss magic x, simplypink, ForeverPalz, rfr43vr938, iloveneds, ALLY146, Kurtle, Spencer-Sweetie, Valx3, siriuslysirius **(twice!), **Phyco girl, DemonessLeader, cool as ice :), **and **silverjazz. **It really makes me feel good to have all of those reviews when I come back (hint hint)! By the way, check out the one-shot I just wrote called "Bubbly". If you like this story, I think you'll like that.


	8. Chapter 8

_She better hold him tight, give him all her love_

_Look in those beautiful eyes and know she's lucky 'cause_

**Miley**

I'm worried about Lilly.

Seriously, if you'd known a person really well for the better part of ten years and only seen them shed tears two times, wouldn't you be the slightest bit worried when they called you and had been crying?

Not to mention, Lilly had yet to call me back _since _Friday night after the party. It's now Tuesday night and I'm kind of having a panic attack.

Since her cell phone seems to be off, I've taken to calling her house incessantly. The machine picks up for the fifth time in a row. "Dammit, Lilly," I huff, "If you don't pick up the freaking phone, I swear to God I will-"

"Hello?"

"Lilly!" I cry with relief, choosing to ignore that the voice actually belonged to a male.

"Um, no," the voice says.

"Oliver?" I question, thinking maybe that they'd patched things up super quickly and had been in a heated make-out session, too busy to answer the phone for their forgotten pop-star best friend.

"Hell no," the voice says roughly and I wrinkle my eyebrows in an attempt to figure out who it could be. (I'm seriously doubting it's Lilly's mom.) "This is _definitely _not that asshole. What do you want?" he spits.

"Who _is _this?" I ask. This is ridiculous. I should be able to call my _best friend _and not get treated like some sort of criminal.

"That depends, who is _this?_"

"Okay, jackass, all I'm trying to do is talk to my best friend. If you have some sort of a problem with that, just tell her to call Miley whenever she gets the chance."

"Miley?" the guy says in a gentler tone of voice, and he sounds slightly surprised.

"Yes, I know it's a strange name, I've heard it all before. Just tell her to-"

"Miley," he says, "This is Brody."

"Brody?" Whoa, totally wasn't expecting that. Brody is Lilly's older (crazy… hot) brother. "Brody, as in Lilly's brother, Brody?"

"No, Brody as in Adrien Brody," he says dryly.

"Did you run away?"

I can't help it, it's the first thing that pops into my head. He is, after all, a delinquent.

He laughs. "No, Miles, it's called spring break."

"Oh," I say dumbly. It's all I can think _to _say.

"Where are you? Are you in Malibu?"

"No," I say. "I'm on tour, just for two weeks. I'll be back next Friday." Brody knows about the Hannah thing.

"Oh," he says and then there is an awkward silence. I can hear the TV playing in the background. "Hey!" he yells suddenly. "I just saw you on TV, you're going to be on TRL this afternoon!"

I grin; my Lilly worries escaping my mind. "Yup."

"I'm going to watch," he says and I feel my stomach flip and a flush creep onto my cheeks. I hear him sigh. "Have you talked to Lilly lately?"

"I talked to her on Friday night," I say. "She was upset."

"I know," he says, "She was-"

"Crying," we say at the same time.

"I haven't talked to her since then, though. I've kind of been freaking out about it, that's why I called. Is she there?"

"Nope," he says and I hear the TV being clicked off in the background. "I believe she's at a soccer game. She has a date with some guy afterward."

My eyes practically fall out of their sockets. "Oliver?"

"_No_," he says firmly. "God, I hate that guy."

"Why?" I ask, feeling slightly defensive of my friend.

"Um, hello Miley, but he _did _break Lilly's heart," Brody says as if it's the most obvious thing in the world… which I guess it is.

"But he technically was unaware of the fact that he was breaking her heart," I say. Oliver's my friend too!

"Who's side are you on, Miley?" he asks defensively.

"I didn't know I had to pick a side," I say. "They're both my friend." I shake my head. "Wait," I exclaim, "_They're _not even fighting; _they're _not even picking sides. Why do I have to pick one?"

"I guess you don't," Brody sighs and then hastily adds, "But if you did, you would definitely pick my sister, right?"

"Sure, Brody," I laugh. "Anything for you."

* * *

**Emerson**

"Shit," I mutter, feverishly searching the stands for a familiar face. When I agreed to come watch Oliver's soccer game, I forgot that I didn't know anyone _except _Oliver, who would be playing. As the team runs onto the field, I see a blonde head pop up and let out a loud 'whoop.' I sigh, "Thank God," I say, jogging up the stairs and pushing my way through the bleachers until I am next to her. "Do you mind if I sit with you?" I ask, nervously pushing my hair out of my eyes.

Lilly, who has sat back down, looks up at me, surprised. "Oh," she says, her eyes wide. "Oh, oh yeah, sure." She smiles and gestures toward the seat next to her, which I gladly take.

"Thank you," I say appreciatively, dropping my bag and flopping onto the bleachers next to her. An awkward silence sweeps over us as the game begins.

"So," she says finally, glancing at me sideways, a half-smile spread across her face, "You and Oliver, eh?"

I blush and nod. "Yup," I say, glancing at the aforementioned boy as he jogs across the field. "Me and Oliver."

"That's," she scratches the back of her neck and I swear I see her cringe. "Cute."

I laugh. "I guess so," I say.

* * *

**Lilly**

I shoot out of my seat as soon as the final buzzer sounds, happy to escape the awkardness and overall depressingness of the situation I have been put in. "Later, Emerson," I call, though I doubt she can hear me considering I'm already halfway down the bleachers.

The soccer players are beginning to shuffle onto the sidewalk and I immediately spot Quinn… and Oliver. I smile and wave. "Good game, O," I grin, punching him in the shoulder as I slide past him. I see him do a double take, but I continue toward my target.

"Quinn!" I call, and he turns around to face me a grin spread across his face.

"Hey," he says, wrapping his arms around my waist. "I'm disgusting, I can't believe you're letting me touch you."

I laugh. "It doesn't matter. That was a really good game!"

"Thanks," he smiles, leaning down and planting a kiss on my forehead. "I'm going to go shower and then we can go, okay?"

I smile, not only because I can feel Oliver's eyes burning holes into my back, but also because Quinn is actually turning out to be a really sweet guy. "Okay."

He turns to leave and Oliver is almost instantly at my side. "You're _seriously _going out with him?" he spits angrily, Emerson standing nervously at his side.

"Oliver," I say patiently. "I think we've made it quite clear that as much as you would like to think you are, you are not my mother. I'm free to make my own decisions without your input."

"I'm just looking out for your best interests, Lilly," Oliver says and I watch as Emerson anxiously glances around at a couple of leering students. "Forgive me for being your friend."

"Oliver…" Emerson murmurs, tugging at his hand.

He ignores her and I roll my eyes. "Oliver, stop worrying about me. I'm a big girl."

"Whatever, Lilly," he says, his arm finding its way around Emerson's shoulders. "Have fun," he adds, his voice dripping with sarcasm.

I grin at his retreating figure and a few seconds later Quinn is beside me. "Come on," he says, taking my hand in his and pulling me toward the parking lot.

**A/N: **I'm sorry it took me so long to update, but I've been _extremely _busy. Thank you so much for all of the positive response, it's why I've been working hard to crank this chapter out! I hope you enjoyed it and I'll update as soon as I can. Thanks again to my reviewers (who's names I don't have time to mention, but are still awesome all the same!) and please review again!


	9. Chapter 9

_He's the reason for the teardrops on my guitar_

_The only thing that keeps me wishin' on a wishin' star_

_He's the song in the car I keep singin', don't know why I do_

**Lilly**

"Where are we going?" I ask Quinn as he backs out of his parking place. I try to hide my smile as I notice a very angry Oliver glaring at us as he opens the car door for Emerson.

Quinn looks at me and smirks, his eyebrows wiggling up and down, which causes me to giggle. "That's for me to know and you to find out," he sings as he pulls onto the road. I choose not to look back at Oliver; I'm beginning to think that Quinn might be better for me anyway.

"Just to let you know," I say, "I'm not a huge fan of surprises."

Quinn's face lights up and he grins at me, placing his hand on my knee. "You'll like this one," he says softly. "Trust me."

I look at him and I feel my stomach flip, something that I've only been able to feel around Oliver in the past. "Alright," I say, leaning back and settling into the passenger seat, "I trust you."

* * *

**Oliver**

"Can you believe Lilly?" I wonder out loud as I slide into a booth at Miss Sally's Diner, a popular hangout for kids at my high school. Emerson sighs and slides into the booth across from me, giving me a wary smile.

"Hi Oliver," a bright voice says and I look up to see Sarah standing before me, wearing one of Miss Sally's traditional light pink server's outfits.

"Oh, hey Sarah," I say, giving her a smile. Emerson clears her throat. "Oh, sorry," I say quickly. "Sarah, this is Emerson, my girlfriend. Emerson, this is Sarah. She goes to school with us."

"Wow, you go to our school?" Sarah says, her eyes growing wide. "That's weird because I make it my personal duty to give a friendly smile to every member of the Seaview High School community. I'm sorry I've never been able to give you that." She seems genuinely sorry and Emerson creases her eyebrows, not used to Sarah's quirky ways.

"That's… that's alright," she says. "I've just moved here, so you're not too behind on the smile… thing."

Sarah grins. "Well, that's good, because I would feel just terrible if I had missed out on a whole year's worth of encouragement and friendship."

"Well," Emerson says, unsure of how to respond, "You didn't."

An awkward silence sweeps over the three of us. "So, you work here now, Sarah?" I ask as she hands us menus.

"Yes," she says. "But I don't get paid. I volunteer when Miss Sally is shorthanded on serving staff."

"Huh," I say.

"Anyway, do you want something to drink?"

"Just water, please," Emerson says.

"Me too," I say.

"I'll be back in a jiffy," she says, sliding her pen behind her ear. "Where's Lilly tonight, Oliver?" she asks as she begins to shuffle away. "You're usually here with her."

"Oh," I say, feeling the anger boil up inside of me again. "She's… out."

"Alright," Sarah says, giving me a strange look. "I'll be right back."

"God," I say, after Sarah has left. "Lilly makes me so mad. I mean you try to give your best friend a little _friendly _advice."

Emerson nods, not glancing up from her menu.

I pick up my menu and begin to flip through it aimlessly, not even bothering to actually read it. "I mean, we're supposed to be best friends, you know? If I tell her a guy's a jerk, she should listen to me. I actually _know _this guy. _She _doesn't."

Emerson sighs, "Mmhmm."

I look up at her, feeling a sinking feeling in my stomach; I give a nervous laugh. "We've been dating for three days and I'm already boring you?" I ask and her eyes shoot up to meet mine.

"No, no!" she says hurriedly. "It's not that… it's just…"

"Just…"

"Can we spend five minutes not talking about Lilly?" she sighs, putting down her menu and tucking a lock of red hair behind her ear nervously. "I _know _she's your best friend and I _know _you're looking out for her best interests and I _know _she's making you mad."

I grin sheepishly, a blush creeping up my neck. "Sorry," I mutter, fiddling with the corner of my menu nervously.

"It's alright," she says, giving me a smile. "I understand how you feel. But maybe you'd feel better if we weren't _constantly _talking about it."

I smile at her. "You're right," I say. "Sorry." As she smiles at me and goes back to reading the menu, I study her. Here I am, sitting across from a beautiful girl who's just agreed to be my girlfriend and all I can think about is Lilly Truscott. I shudder as I try to picture Lilly and Quinn on a date, then, as Sarah places our glasses on the table I smile, swearing to not worry about Lilly and let her do what she wants.

* * *

**Brody **

"Okay, okay," I say into the receiver, popping a piece of popcorn into my mouth, "So, what is Hannah Montana's favorite song?"

I hear Miley sigh. "Out of my songs or out of all of the songs in the world?"

"Out of all of the songs in the world," I reply. We'd been shooting questions back and forth for quite awhile, I'd completely lost track of time. It was strange how much I enjoyed talking to her. I hear her hesitate and I quickly add, "Remember, you have to be completely honest."

She sighs again. "This is going to sound so _stupid," _she whines.

"Come on, Stewart," I say. "Hit me with your best shot." She mumbles an inaudible answer and I clear my throat. "Sorry, what was that?"

"I said, 'I Want It That Way' by the Backstreet Boys," she says grudgingly.

I let out a long laugh. "The Backstreet Boys?"

"Oh, come on," she huffs, "Tell me you didn't have a soft spot for them in your heart."

"You're right," I chuckle. "They were total hotties."

"Alright," she says. "In order to escape the awkwardness of that last statement you made, if you could only eat one food for the rest of your life, what would it be?"

"Let's see," I say, deep in thought, "Is this one meal or one food?"

"One food."

"One genre of food or one actual item?"

"One item."

"But should it be like a main course, a side dish, a-"

"Answer the damn question, Brody."

"Macaroni and cheese," I say finally.

"Kraft?" she asks without missing a beat.

"Of course," I say, "Who would eat anything else?"

"Someone who is not in their right minds," she giggles. "Your turn."

"Alright," I say. I take a moment to think of a question. "Okay. If you could have dinner with any two people in the world, who would you choose?"

"Can the person be dead?" she asks softly.

"Sure," I shrug.

"Okay," she says, "Then I'd definitely choose my mom."

There is a silence. "That's a good choice," I say. I hear her sniffle and I continue, "And I know who a good second choice would be."

"Who?"

"Me, of course!"

She giggles. "You're so self-centered."

"And so right," I say. "You would choose me!"

"Fine," she laughs, "I'd choose you and my mom."

"An excellent dinner, that'd be."

I hear someone calling her name from the other end of the phone. "Shit," she mutters. "I have to go, Brody. I'm late for my warm-ups. We've been talking for three hours."

"Okay," I agree, though I really don't want to let her go. "I'll, um, tell Lilly to call you?"

"Right," she says. There is a pause and I think she might've hung up, but then she quickly adds, "And if you wanted to, you could always call me, too."

I grin. "Sure," I say.

"Okay," she sighs. "Bye, Brody."

"Bye, Miley," I reply and I hear the click I've been dreading. I sigh as I set the phone down on the coffee table and click on the TV, though thoughts of Miley Stewart have yet to leave my head.

* * *

**Lilly**

"Do you swear your eyes are closed?" Quinn asks for what seems like the millionth time that night.

"Yes," I say, "Do you swear you're not going to run me into anything?"

He laughs and squeezes my hand. "I swear," he murmurs. I feel the ground below me change and I instantly know that we're on the beach. I must let out a small gasp when I feel his hand leave mine because his arm instantly finds its way around my shoulders. "Lilly," he says. "I wouldn't let you get hurt. You have to trust me."

"Alright," I say, leaning my head on his shoulders, "I trust you."

A few moments later he says, "Okay, open."

I open my eyes and throw my arms instantly around his neck. "This is so sweet, Quinn," I say, glancing at the picnic blanket spread across the beach, all of my favorite foods sitting on top.

He laughs as his arms connect around my waist. "I'm glad you like it," he says. He leads me toward the blanket and we sit down. "I heard Oken say your favorite foods," he confesses, "He sort of talks about you a lot."

My thoughts instantly switch back to Oliver. I try to shake it off, but as I glance around the beach, it suddenly dawns on me where we are.

"Lilly, are you okay?" Quinn asks.

"I'm great," I say, choosing to ignore the fact that three feet away from us, sits a tree with the words _'Lilly Lou and O: Best Friends For Always and Eternity' _carved into it. "This is great."

**A/N: **Here's chapter 9! I hope you enjoyed it! The next chapter (which I'll try to put up soon) will skip ahead about two months, from March to May. Thanks to my reviewers: **ALLY146, lilerin91, snowstargirl, iloveneds, siriuslysirius'friend, Life'sWhatYouMakeIt, siriuslysirius, LOLiVER, gilmoregirlfan4life, Red Shagging Couch, idk, x miss magic x, DemonessLeader, Sushiii, just.put.on.a.smile, rfr4evr938, ForeverPalz, Jenny, Phyco Girl, Valx3, **and **loveydoveymidget261. **Thanks for reading and reviewing!


	10. Chapter 10

_So I'll drive home alone, as I turn out the light_

_I'll put his picture down and maybe get some sleep tonight_

**Two Months Later **

**Lilly**

"Tomorrow my best friend is going to prom, only to leave me alone at home: depressed, alone, and abandoned," Miley sighs dramatically and places her hand over her heart, leaning against the lockers.

I shoot her a look as I fiddle with the lock on my locker, eventually getting it open. "Because you're life is oh so terrible, _Hannah," _I say, hissing the last word.

She narrows her eyes and pushes her bangs out of her hair. "That's really funny," she says flatly. "Seriously, Lilly, we were supposed to get ready for our first prom together. Instead, tomorrow I'll put fabulous make-up on you, do your hair in a beautiful manner, and watch as you slip into a fantastic dress and waltz away with Prince Charming, only to leave me at home alone with Ben and Jerry."

"I've always found Ben and Jerry to be very good company," I say matter-of-factly, stuffing some crumpled sheets of notebook paper into my locker.

"Oh, they're there for you for awhile," Miley says, her arms crossed across her chest in a huff, "But then they're gone before you know it, leaving you alone with twenty new pounds."

I roll my eyes and slam my locker shut. "Life's what you make it," I sing quietly and she punches my shoulder playfully.

"Who would have thought that my own words would come back to stab me in the back?" she sighs, slinging her backpack over her shoulder.

"You are seriously _the _most dramatic person I have ever met," I say as we head out of the school building.

"And yet you still choose to hang around me," she says. "Strange, isn't it?"

"Very," I agree. "What time are you coming over tomorrow?"

"Noon," she says, giving me a curt nod. "Be prepared to get beautified!"

"Hooray," I say flatly, sarcastically pumping my fist in the air.

She glances at her watch. "Shit," she mutters. "I have to go or Jackson's going to leave me again. I'll see you at noon."

"See you," I call back as she races down the hall.

I laugh as I step outside of the building. Almost immediately, a hand grabs my elbow and whirls me around. I grin as soon as I meet Quinn's eyes.

"Hello there," he murmurs, bringing his lips down to mine for a short kiss.

"Why hello," I reply as soon as he's pulled away.

He laces his fingers through mine and we begin to walk through the crowded parking lot. "So, it's been, what? Two whole hours since I've seen you?" he asks, his eyebrows raised.

"Why, it has!" I exclaim, a giggle escaping my lips. "I'm not sure how I made it through!"

"It was quite terrible," he says, "But we managed to do it." We stop walking and he turns to look at me. "I'm excited about tomorrow."

I grin. "Me too."

He kisses me on my forehead. "I have to go, but I'll call you later."

I smile. "Sounds like a plan."

"Bye," he calls, jogging off in the opposite direction, turning back to wave only once. Suddenly, a car honks behind me. I jump and turn around.

"Jesus, O," I say, rolling my eyes at the boy behind the wheel, "You're going to kill me if you're not careful."

He wiggles his eyebrows up and down. "Or maybe that's my plan." I laugh and he leans over and pops the passenger door open. "Get in," he says. "I'll drive you home."

I dangle my keys in front of the window. "I have a car, buddy," I say. "And don't you typically have a certain redheaded passenger?"

"Emerson had a doctor's appointment and got checked out early," he explains. "Besides, I miss you, Lilly. I feel like I never see you anymore."

I sigh. It was true. I really like Quinn, but it seems that every time I'm around Oliver I still have incredibly strong feelings for him. I feel like if I'm not around him very much, I don't think about him very much, so I don't feel for him very much. Not to mention he's been with his girlfriend quite often as well.

"I'll be your best friend," he says after a moment, his bottom lip sticking out pitifully.

I stare at him for a moment, but eventually concede, dropping my keys back into my purse and sliding into the seat. "You're always making me that promise."

**Oliver**

We drive for a moment in silence. I'm trying to think of how I'm going to tell Lilly what I want to tell her. Finally, I just decide to drop the bomb. "Don't go to prom tomorrow," I blabber quickly.

Her jaw actually drops.

I mean, people talk about jaw-dropping moments, but they don't mean that a jaw literally dropped, they just mean it was shocking.

When I tell you this, I mean it.

Lilly's jaw literally dropped.

"What?" she shrieks.

"Please, Lilly," I say. "I know I've told you this before and I know I said I wouldn't bring it up again, but please, just please don't do it. Quinn really is a jerk."

Her mouth stays open for a moment as she sits there, staring at me blankly. Finally, she closes her mouth. She opens it again to speak, "I've been dating the boy for two freaking months, Oliver. I think I'd know if he was a jerk by now."

"Yeah," I say, scratching the back of my neck nervously, "You'd think that, you really would but-"

"I seriously cannot believe we're actually having this conversation," she says, so angrily that her voice is actually shaking. "I _cannot _believe it."

I take a deep breath. If only she could hear the way she talks, if only she knew how _disgusting _the guy could be.

I begin to speak, but before I can get a word out, she's talking again. "Is that why I'm riding home with you? Not because you missed me or you wanted to talk to me, but so you could warn me about how awful Quinn was?" She looks at me and I see tears brimming in her eyes. I'm unable to reply. "That's sick, Oliver," she says. "Here I am, thinking you're my best friend."

"I am, Lilly!" I protest. Lilly and I have never actually had a fight. We argue all the time and sometimes we get mad at each other, but I've never seen her this seriously angry at me. "Lilly," I plead, "I'm just trying to be your friend. You don't-"

"Pull over," she says.

"What?!"

"Pull over, Oliver," she seethes.

"No, Lilly, I-"

"PULL OVER THE DAMN CAR!"

I reluctantly pull the car over, my insides turning. "Lilly, please, don't do this."

She already has the door open and has stepped out. She turns to look at me, the tears now spilling down her face. "I hate you," she says, almost inaudibly.

It's my turn to drop my jaw. "You don't mean that," I say softly, my eyes pressed shut.

She just stares at me, her breathing loud and ragged.

"I'm sorry, Lilly," I say, tears threatening to fall from my eyes now. "I shouldn't have brought it up. I'm really, really sorry."

"It's too late," she says sadly. "It's too late."

"Lilly, please!" I call, but the door has already slammed shut… she's already run away.


	11. Chapter 11

'_Cause he's the reason for the teardrops on my guitar_

_The only one who's got enough of me to break my heart_

**Miley**

"Lilly, I'm sure he didn't mean anything by it," I soothe gently. Lilly and I sit in the middle of her bedroom floor, surrounded by a large array of make-up, hair products, and junk food. I pick up a stick of eyeliner and cross my legs beneath me. "Close," I say and her eyes snap shut.

"Then why did he say it?" she says tiredly as I draw a thin line on her eyelid.

"Maybe," I say, moving the pencil from her left eye to her right, "He's jealous. He likes you, so he feels the need to degrade your boyfriend."

She sighs and opens her eyes. "No offense, Miles," she says, "But you were kind of wrong the last time you thought he liked me."

I shrug. "Look at the ceiling," I say and she obeys. I draw two skinny lines below each eye, racking my brain for a way to tell Lilly what I want to tell her. "Maybe," I say quietly, placing the eyeliner back on the ground. "Maybe he's right."

Her newly lined eyes go wide. "Miley!" she squeals. "You can't be serious!"

I throw my hands into the air. "I'm not saying he _is _right, I'm just saying what if…"

She shakes her head furiously. "He's never acted anything but nice to me," Lilly says, heat rushing to her cheeks. "There was one time he was drunk and he was kind of gross, but not anything awful. I would definitely not categorize him as a jerk."

"Alright, alright," I say, not wanting to upset her the same way Oliver had, "I believe you, trust me. I'm just trying to figure out a plausible reason that Oliver said what he said." I pick up a case of eyeshadow. "Close again," I say and she obeys.

She sighs deeply. "That's what made me so upset," she says softly as I lightly dust smoky shadow onto her eyelids. "I don't know that he _had _a reason to say it. It just doesn't make any sense. It's like he doesn't want me to be happy!"

I snap the container shut and sigh, placing my hands on my friend's shoulders. "Lilly, look at me," I say. Reluctantly, her eyes open and meet mine. "I don't know why Oliver said those things to you. I really don't. But I do know one thing. Oliver cares about you more than he cares about anyone else in this world. He would never do anything to intentionally hurt you."

She looks away, blinking back tears. "I don't know, Miley, I-"

I cross my arms across my chest. "Nope, that's all I have to say on this matter. I know that it's true." She rolls her eyes at me and hastily wipes her cheeks, a small smile tugging at the corners of her lips. "Now, if you would kindly stop blubbering, I'd prefer it if your make-up stayed where I meant for it to go."

She laughs and I pull a Kleenex from the box next to me, handing it to her. As she wipes her tearstained cheeks, I hear her mutter, "At least I have one good friend."

"Lillian," I say, grabbing her dress from it's resting spot on the bed, "I refuse to talk about this _anymore._ Now, take this-" I shove the dress into her hands and shove her toward the bathroom, "And do not come out until you have that gorgeous dress on and are _not _thinking about Oliver."

I roll my eyes as the door clicks shut quietly and look around the disaster area of a room. Sighing, I sit down, tucking my legs underneath me and begin to put the make-up back into its case. I look up when the door to the hallway creaks open, "Hey, Lilly, I just wanted to let you know that I'm back from the store, I-"

My eyes grow wide as they meet Brody's.

"Miley," he says quietly. "I… you… hi."

I'm suddenly feeling very self-conscious about my appearance. When I put my hair in a messy braid, wore my glasses, and put on Jackson's sweatpants and a Seaview Middle School t-shirt, I definitely was not expecting to come face to face with the boy I've been crushing on ever since we moved to Malibu. (This crush has definitely been developing recently due to our almost daily phone calls for two months.)

"You didn't tell me you were coming home this weekend," I say, my eyes still so wide that I probably look like a deer caught in the headlights.

"Yeah," he says, stepping fully into the room. (God, he's gorgeous.) "It was sort of a last minute thing, so-"

I cross my arms across my chest and move so that I am sitting Indian style. "I just sort of assumed that you were going to tell me the next time you came into town," I try to shrug nonchalantly, though my heart is beating about a bajillion times a minute. "I thought we might… get together or something… hang out."

He scratches the back of his neck nervously. "Miley, I really, really like you," he says.

I can tell he wants to add a 'but' so I quickly jump in. "That's good," I say, "Because I like you, too." I stand up and take a few steps toward him.

He steps backward. "It can't work," he says.

"What?"

"You know me! I'm a complete and total asshole! I do a ton of really awful things that I know I shouldn't do and I do them anyway!"

"You said you weren't doing drugs anymore," I say, crossing my arms.

"I'm not!" he says hurriedly. "But I _do _drink and I _do _smoke." He reaches out and tucks a loose strand of hair behind my ear. "You're so great, Miley. Go and find someone who's good enough for you."

I roll my eyes. "Don't give me that 'you're to good for me' bullshit," I say. "I think you're great for me. I really like you, Brody. I don't care about all of that stuff."

He smiles sadly. "What if I do something stupid and mess everything up?" he asks quietly.

I shrug. "What if _I _do something stupid and mess everything up?" I sigh. "If it doesn't work out, it doesn't work out. At least we know that we've tried."

He shoves me lightly. "And she's smart, too," he jokes.

"I do what I can," I shrug.

A smile creeps across my face as he places his hands on my cheeks. Our lips have just barely touched when, "Hey, can you help me zip OH MY GOD!"

I jump away from Brody and turn to Lilly sheepishly. "Yes, I can!" I say, a little too enthusiastically. I know that my face is the same shade of red as her dress.

"You… he... lips… what?" Lilly stammers, looking back and forth between Brody and I. I quickly zip up her dress.

"I'm, um, going to go downstairs," Brody says nervously. "Nice to see you, Miley. You look pretty, Lil."

He steps out of the room and shuts the door and Lilly immediately turns to me. "What the heck was that, ya crazy?"

"Lilly, wasn't it kind of obvious what it was?" I ask, busying myself with cleaning up the rest of the make-up.

"It was very obvious what it was, I just didn't know that what it was happened between you and my brother," she says, her hands gesturing wildly.

"It's not like it happens all the time. That was the first," I say quietly, still refusing to make eye contact with her. "If it's not okay, I can-"

"Of course it's okay!" she yells. "I've always waited for my brother to bring home a Playboy Playmate, I'm definitely going to approve if its you he's bringing home instead!"

I laugh as she throws her arms around my neck. "If I'm not mistaken," I say, patting her back, "You're Prince Charming will be picking you up in twenty minutes and I still have to fix your hair."

* * *

**Lilly **

"Lilly!" Brody yells up the stairs. "Lil-_ly!_"

"What?" I snap as Miley slides the curling iron out of my hair.

"Finished," she says proudly, yanking the cord out of the wall.

"What's his name is here!" Brody calls.

I feel my stomach tighten as I slide my feet into my shoes. "I'm coming!" I yell back. "I think I'm gonna puke," I say, turning back to Miley.

She places her hands on my shoulders. "Lilly," she says, "Everything's going to be great. You're going to have an awesome night, okay?"

I nod. "Okay," I say. "Okay."

With only a small bit of help from Miley, I make it to the bottom of the stairs where Quinn and Brody are waiting.

Quinn's face breaks out into a huge grin when he sees me, which I'm choosing to take as a good sign. "Hi," he breathes.

"Hello," I say quietly as he leans down and pecks me on the cheek.

"We're going to go to the basement," Brody says, grabbing Miley's hand. "You two kids have fun now."

Quinn grins as he slings an arm lazily around my shoulder. "Dude, we are going to have the best time _ever,_" he says, leading me toward the door.

"Quinn," I ask, taking a deep breath, sniffing the air around me, "Have you been drinking?"

He shrugs, that goofy grin still plastered onto his face. "I dunno," he hiccups. "Just a little, maybe. Dude, there's free alcohol in the limo. It's awesome."

I sigh. This could potentially be a long… and gross night. "Awesome, dude," I say flatly as he pulls me toward the limo. "Awesome."

Quinn opens the door of the limo and practically falls inside. As I begin to step inside, I briefly glance across the street, where my eyes meet Oliver's. He stands in his driveway, his hand on the door of his car. He smiles when he sees that I've seen him, raising his hand in a sort of wave. I feel like I could cry.

"Lil-lay!" someone yells from below me. "Get in or get left!"

I stare at Oliver. He mouths 'you look beautiful' and smiles again.

I want to smile back, to run to him, to hug him, to kiss him, at least to wave, but I don't. Instead, I step into the limo and watch him stand alone in his driveway as we drive away.

* * *

**Emerson **

"What's wrong?" I ask Oliver for probably the four hundredth time since he picked me up.

He lets out a strained laugh. "Nothing, Em," he says. This is also the four hundredth time that he has given me this response. He looks at me and I raise an eyebrow. He squeezes my hand and laughs again. "Seriously, nothing," he says.

I shake my head as we stop walking, letting go of his hand. "You've been weird all night," I say. "It's been, like," I glance at my watch, which says it's eleven o'clock, "Four hours since you picked me up and I think you've probably spoken a total of one hundred words to me. You're all… distant."

He sinks into the sand, sifting it through his toes absentmindedly. "Lilly and I had a fight," he says quietly, his brown eyes focused intently on the ocean.

I drop down next to him and link my arm through his. "Oliver, I'm sorry," I say. I try to read his face for any trace of what happened, how bad it was, or for anything, but all I see is a blank stare. "Was it bad?" I ask softly, my thumb tracing an absentminded pattern on his arm.

He sighs, running a hand through his disheveled hair. "Pretty bad," he confesses, his eyes never leaving the ocean. "She told me she hated me."

Again, I try to read his expression for what this meant, how serious this was. I mean, Lilly could tell Oliver she hated him every single day for all I knew; I barely knew the girl! Again, I get nothing, so I ask another question. "What happened?"

"I tried to tell her not to go to prom with Quinn," he sighs. "He's such a jerk, Emerson, you don't understand!" He looks at me for the first time, pleading for me to believe him. "If you could here the way he talks in the locker room, all the disgusting things he says…"

He trails off and for the first time I am able to read the emotion on his face, I'm able to tell what he's feeling.

Love.

My breath hitches in my throat as I realize that I can't deny it anymore: my boyfriend is madly in love with another girl, a girl that I know is perfect for him.

I tug my arm out of Oliver's and scoot away slightly, a shocked expression on my face.

"What?" Oliver asks, concern in his voice.

"You love Lilly," I say softly, a tone of comprehension in my voice.

"Well, yeah," Oliver says, scratching his head nervously. "She's my best friend."

"No, Oliver!" I say. "You _love _her. You're _in_ love with her."

He looks at me in disbelief. "No!" he says quickly. "She's my friend, my sister. I couldn't-"

I shake my head, fighting back tears. "But you could and you _do!_"

"Emerson," he says, placing his hand on my shoulder, "You're my girlfriend. You're the one I-" He's cut off when his phone starts vibrating. "Dammit," he mutters, pulling it out of his pocket and glancing at the flashing screen.

"Who is it?" I ask, peering at the phone.

Before he can snatch it away, I read the words 'Lilly Lou' on the screen. I roll my eyes. He quickly silences it and puts it in his pocket.

"Look, I ignored her calls!" he says. "If I was so in love with her, would I do that?"

"Oliver, I-" But before I can say anything, his phone starts to vibrate again. I raise my eyebrow as I see 'Lilly Lou' flashing on the screen again.

"I'm sorry," he says, ignoring the call and placing it in his pocket once more. "Emerson, I don't know why you think this, but you're my girlfriend. You're the one I love. Lilly _is _my best friend, but you're my girlfriend and that's the way it-"

His phone begins to vibrate one more time. He lets out an exasperated groan and flips open the phone. "Lilly! I will talk to you later. Stop bothering me," he says. He shuts the phone and then turns it off, sticking it back in his pocket. He takes my hands in his. "Em, I'm sorry that this happened, but whatever you think about me and Lilly, it's not true, okay?"

I look into up at him, and I know that it _is _true. Oliver loves Lilly. But when my eyes meet his, when he smiles at me, I choose to believe for just a moment more that maybe I am the one who stole his heart.

**A/N: **One more chapter (maybe two). I hope you liked this one! A huge thanks to all of my reviewers! Love to all of you!


	12. Chapter 12

_He's the time taken up, but there's never enough_

_And he's all that I need to fall into _

**Emerson**

"Okay, but seriously, you'd pick Pamela Anderson over Carmen Electra? Carmen totally has more class."

Oliver smiles at me and chuckles, but I can tell he's still distracted. I sigh. We've been sitting on the beach for at least an hour, chatting about random things. Actually, I've been bringing up random things while Oliver smiles and nods.

"Brody, wait!" I hear someone call, and both mine and Oliver's heads snap around. "Brody!" the voice calls again and as two figures, one (a male) moving a few steps ahead of the other (a female), I slowly begin to see that the female figure belongs to Miley Stewart, another one of Oliver's friends. I don't recognize the boy.

Oliver stands up quickly. "Miley?" he says, brushing the sand off of his pants. His eyes scrunch as he tries to make out the other figure. "Brody?" he says, realization dawning on him. "Brody Truscott?"

I study the fast-approaching boy. _Truscott_. Lilly's brother. It's obvious just from looking at the blonde-haired, silver-eyed, practically male version of Lilly.

"You _asshole_," I hear Lilly's brother hiss and before I know it Oliver is lying in the sand, clutching the side of his face and groaning.

"Dude," he moans, "I haven't seen you in, like, two years! What's your problem?"

I'm instantly at Oliver's side and Miley is at Brody's, tugging at his elbow pleadingly. "Oh my god," she mutters, glancing fervently between the two boys. "Brody, can we please go?" She glances at Oliver again, as if weighing her allegiances. "Oliver, are you okay?" she finally lets out.

Oliver groans in reply, stumbling to his feet. I steady him, my arm on his elbow. "I… who… you…" I stammer, looking from person to person. "What's going on, Oliver?"

Oliver moves his quickly swelling jaw a little, wincing in pain. "I have no clue," he says, his brown eyes fixed fiercely and angrily on Brody. "Care to enlighten me?"

Brody lunges at him again, but Miley holds him back. "Stop!" she squeals. "Brody, stop!" Brody seems to calm slightly when he looks at her. He grudgingly takes a step back. "I'm sure that this is all one big misunderstanding," Miley says slowly, her grip never loosening on Brody's arm.

"I'm not sure how I could have misunderstood what's going on," Oliver yells, his breathing heavy, "When I had no clue what was going on in the first place!"

Brody glares at Oliver. "You were supposed to be Lilly's best friend," he says, his voice low and dangerous.

Oliver takes a step back, baffled. "Wha- I… I am her best friend," he says. "If this is about our fight, I told her I was sorry, I-"

"Brody, please," Miley begs again, placing one hand on either of his shoulders and moving to stand in front of him. "Let's just go. She's okay now, that's all that matters."

"Okay _now_?" Oliver says as I stand by as a spectator, completely unnoticed. "When was she not okay? What happened?"

Brody takes a step toward Oliver, Miley trying with all her might to pull him away. "My sister was almost raped tonight, Oliver," he says quietly, his intense gaze never leaving Oliver. "And that could have been prevented if her best friend had taken the time to answer his phone."

I gasp. Miley's arm drops from Brody's and her head falls. Oliver stumbles backward a few steps. "She… she what?"

"She tried to call you before they left the prom," Miley explains, her eyes never leaving the sand. "Quinn was drunk and acting all disgusting around her, and so she was going to get you to come pick her up." I watch as Oliver presses his eyes together tightly, his head shaking back and forth slowly. "They dropped everyone else off at the after party, but Quinn had the limo driver take them to some deserted area or something. He… you know… and when Lilly wouldn't, he… hit her and just left her on the side of the road." She sighs and looks at Brody. "She finally got in touch with Brody and me and we went and picked her up." Brody finally looks away from Oliver, his jaw clenched tightly. He takes a few steps back. Miley looks at Oliver, whose eyes are wide with horror. "It's not your fault, Oliver," she says soothingly, earning a snort from Brody. "Really, it's not. We shouldn't have come here, Brody," she murmurs, taking his arm. "We're going to go now. I'm sorry. Really sorry."

And just as quickly as they had appeared, they shuffle off along the beach, Miley dragging a reluctant Brody away.

"Oliver," I say quietly, knowing what I have to do. "You need to go and talk to Lilly."

He looks at me and for a moment I think that he's going to refuse, going to deny his feelings again. "You're right," he says finally, his voice shaky. "I do."

"And I was right earlier," I say. "About you loving Lilly."

He stares at me for a long time. "I… I think you were," he says quietly.

"You and Lilly, you were meant for each other," I say, feeling tears stinging the back of my eyes, a large lump forming in my throat. "And I can't stand in the way of that, no matter how much I like you."

He wraps his arms around my shoulders tightly. "Thank you, Emerson," he murmurs, "Thank you."

* * *

**Lilly **

"Hey."

My eyes snap open and instantly find Oliver's, who is standing over me. I sit up slowly, my eyes never leaving his, but not saying anything.

He scratches the back of his neck nervously. "Can I sit down?" he asks quietly.

I nod and he breathes a sigh of relief, sinking into the sand next to me. There is a long silence between us. I pull my knees toward my chest, hugging them closely to me. Tears are threatening to fall again, but I bite my lip so hard that I draw blood, trying my hardest to hold them back. Finally, I get the nerve up to speak. "Aren't you going to say it?" I hiccup, a tear escaping against my will.

He turns to me, his eyebrows knitted. "Say what?" he asks slowly.

I try to will myself not to look at him, to continue staring at the ocean, but slowly, I feel my head turn toward his. The instant my eyes hit his face all the tears that have been threatening to fall do just that. "I told you so," I whisper.

I collapse onto his shoulder and Oliver's arms are instantly around me. "Shh…" he soothes, rubbing my back slowly. "Lilly, please," he begs, "I would never say something like that to you. You have to believe me. I'm so sorry for everything."

I shake my head, my arms linked tightly around his neck. "Oliver, I should have listened to you. You warned me plain and clear." I sniff. "I feel so _stupid._ I really believed that he liked me, actually liked me."

"Lilly," he says, "You deserve so much better than that."

"Apparently," I say, "I don't. There was Matt. Then there was Lucas. And now Quinn."

"Lilly, someone's going to come along who loves you… a lot. And who would never do anything to hurt you purposely," Oliver says quietly, tucking my fallen curls behind my ear.

I study him carefully. "I doubt it," I say. "Just promise me that we won't fight like that again. If I'm going to have more jerk boyfriends, I need to know that I have a good friend."

"You'll always have me, Lilly Lou," he says. "No matter what happens. I'm just sorry I was such a jackass tonight."

"Oliver, really," I say. "It's not your fault. Besides you have… other things… I'm sure." By other things, of course I was referring to Emerson, but I'm hoping he didn't catch that.

"Emerson and I broke up," he says quickly and I'm guessing that means he did catch what I meant.

"Wha- Why?" I ask, genuinely surprised. Two days ago Oliver couldn't shut up about the girl and now she's history?

"I…" he gets this look on his face that I can't quite read, like a mixture of nervousness and relief. "I like, no, _am in love with _someone else."

I stare blankly at him. Could this night get any worse? He is _in love with someone new? _"Oh," I say softly. "Well… I'm happy for-" I stop. I'm about to lie to him… again, to tell him that I don't care what the hell he does. Oliver's promised to be my best friend no matter what happens, I might as well tell him how I feel and see what happens. Quickly, before I can change my mind, I say, "No. I can't pretend to be happy for you anymore, O."

He scrunches his eyebrows and stares at me. "What? What do you mean?"

"Oliver," I say slowly, heat rushing to my cheeks. I look down at the ground, suddenly feeling like I'm making the biggest mistake of my life.

He takes my hands in his, lightly rubbing his thumb over my knuckles. "What is it?" he murmurs.

"I love you," I say, so quietly that it's barely audible. I look up and see his eyes growing wide. "I love you, Oliver. So much. And I can't pretend that I don't anymore. I dated Quinn because I thought he would help me forget about you and it didn't even work." I smile sadly at him. "Maybe I shouldn't have told you, but I… it just seemed right."

It happens so quickly that I almost don't believe that it's happened. But it _is _happening. Oliver's lips are on mine, one of his hands on the back of my neck, the other resting on my hips. As soon as it registers in my mind that my dreams are coming true, I'm kissing him back.

He pulls away and smiles at me. "You're the other girl, Lilly," he says.

I grin and lean in for one more kiss. "I love you, O," I say quietly, my forehead resting against his.

"I love you, too, Lilly Lou. I love you, too."

**A/N: **Aw, it's over! It's kind of sad, I really liked this story and I think all of you did, too! A huge thanks to all of my reviewers, you make me happy! And I think I'll be posting a new Lilly/Oliver story fairly soon so be sure to check for it. Much love and thanks so much, sweetcaroline


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